Saipem SpA signed a binding merger deal to amass Subsea7 SA and thereafter rebrand into Saipem7, the businesses stated Thursday, after an preliminary settlement final February.
Subsea7 shareholders would obtain 6.688 Saipem shares for every Subsea7 unit. The mixed firm’s share capital can be equally divided between the shareholders of Italian state-backed Saipem and Luxembourg-registered Subsea7 assuming all of the latter’s shareholders take part within the transaction, a joint assertion stated.
As the largest shareholders of Saipem, Eni SpA and CDP Fairness SpA would respectively personal about 10.6 p.c and 6.4 p.c of Saipem7. Siem Industries SA, Subsea7’s prime shareholder, would personal round 11.8 p.c, the assertion stated.
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The events count on to finish the merger within the latter half of 2026 topic to regulatory approvals, votes by the shareholders of each Saipem and Subsea7 and different customary circumstances. Eni, CDP Fairness and Siem Industries signed an settlement to vote for the mix.
As a part of the tripartite settlement, Eni and CDP Fairness are entitled to assign Saipem7’s chief government, who’s deliberate to be Alessandro Puliti, Saipem’s chief government and basic supervisor. Siem Industries has been given the precise to designate Saipem7’s chair, who is anticipated to be Subsea7 chair Kristian Siem. These designations would nonetheless be topic to approval by the mixed firm’s board, in keeping with the assertion.
The ensuing entity would inherit initiatives in over 60 international locations and function “a full spectrum of offshore and onshore companies, from drilling, engineering and development to life-of-field companies and decommissioning, with an elevated potential to optimize venture scheduling for shoppers in oil, gasoline, carbon seize and renewable vitality”, the assertion stated.
Saipem7 would have greater than 60 development vessels in a position to carry out “shallow-water to ultra-deepwater operations, utilising a full portfolio of heavy carry, high-end J-lay, S-lay and reel-lay inflexible pipeline options, versatile pipe and umbilical lay companies, in addition to market-leading wind turbine, foundations and cable lay set up capabilities”.
It might be supported by a worldwide workforce of roughly 44,000 individuals together with over 9,000 engineers and venture managers.
Saipem7 is deliberate to be structured into 4 companies: Offshore Engineering and Building, Onshore Engineering and Building, Sustainable Infrastructures and Offshore Drilling.
The Offshore Engineering and Building enterprise is deliberate to be an operationally autonomous firm referred to as Subsea7, which might retain John Evans as chief government.
To be included in the UK and primarily based in London, the Offshore Engineering and Building enterprise would comprise all Subsea7 companies and the Asset-Primarily based Companies of Saipem together with offshore wind.
Saipem7 would proceed to be included in Italy and listed in Milan, the place it will additionally keep its headquarters, and Oslo.
“Saipem7 is anticipated to distribute yearly to its shareholders no less than 40 p.c of its free money stream after reimbursement of lease liabilities”, the assertion stated.
Annual value and capital expenditure synergies are anticipated to be about EUR 300 million from the third yr after the shut of the merger, “pushed by fleet optimization (utilization and geographical positioning of vessels and gear), procurement (longer constitution intervals for leased vessels and improved phrases with suppliers), gross sales and advertising and marketing (tendering rationalization), and course of efficiencies”.
Saipem and Subsea7 had a mixed income of about EUR 21 billion, EBITDA of over EUR 2 billion and free money stream of greater than EUR 800 million in 2024. On the finish of the primary quarter of 2025, Saipem and Subsea7 had a mixed backlog of EUR 43 billion.
Instantly earlier than merger completion, Subsea7 shareholders will obtain EUR 450 million in extraordinary dividends.
“Shareholders of Subsea7 who vote in opposition to the approval of the proposed mixture on the Subsea7 extraordinary basic assembly may have the precise to get rid of their shares in Subsea7 for an ample money compensation beneath the circumstances set out beneath Luxembourg firm regulation”, the assertion stated.
To contact the writer, electronic mail jov.onsat@rigzone.com
